The Second Omnitrix
by Blade - Changeling Overlord
Summary: There is not one Omnitrix in the galaxies, but two. Each is different, and yet the same. One is wielded by the Earthling male Benjamin Tennyson. The other is wielded by Lysander Harper, a male of an unknown planet. What will happen when Lysander Harper meets Benjamin Tennyson? Will they clash? Who knows? And how will the S.H.I.E.L.D team react to the two Omnitrix wielders?
1. Prologue: Ben's Dream

Ben awoke in a white room.

He looked around. Everything was completely white; the walls, the floor, and the roof. The only thing not completely white was a boy on the other side of the room.

The boy had short, brown hair and pale skin. He wore a black leather motorcycle jacket with a blue t-shirt underneath. He also wore a pair of jeans and black sunglasses.

"Who are you?" Ben called. His voice echoed in the small room, and it seemed like the walls were taunting him. Who are you? Who are you? Who are you?

This is the second Omnitrix wielder, a voice whispered into Ben's head.

"Gah! Who are you?" Ben questioned.

I am the creator of the Omnitrix, but you can call me the Smith.

Four tall, green rectangles formed on every wall, and images of every alien Ben had every collected appeared, floating clockwise from one rectangle to another.

Hunongosaur, Swampfire, Bloxx, Alien X... These images are from the Omnitrix itself! Ben thought in amazement.

Then aliens Ben had never seen before appeared.

All at once, the aliens and rectangles disappeared.

And Ben woke up.


	2. Lysander's Hydraphibian

Lysander yawned as he brushed his teeth, which is not a pleasant thing to do.

As he prepared, he thought about the dream he had last night.

He met a boy, older than him, in a dream. He was floating in a white room, surrounded by the aliens from his watch.

The Omnitrix. A device that would never come off and allowed him to transform into aliens.

Remembering that, Lysander glanced at the alien device. He had updated the Omnitrix a few years before so that it showed the time.

When he saw it was 9:30, he shouted, "Shit! I'm late!" Lysander pened the Alien Selection and slammed his hand onto the gray hourglass symbol. He was engulfed in green light.

"XLR8!" he shouted. He had transformed into a semi-armored Velociraptor, with black wheels on his feet and a helmet with a visor. He had a blue face, green eyes, black lips, and stripes above and on the right side of his eyes. He wore a blue Omnitrix symbol on his chest.

XLR8 turned and took off, at near lightspeed, out his bedroom door.

An hour and a half later, Lysander got out of weekend school.

He hid behind a bush and opened the Omnitrix. He chose a newer alien and slammed his hand onto the watch face.

"SEADRAULIC!" he shouted.

Where a human boy had been standing not moments ago, now stood a 6-foot turquoise creature with four thick legs and a thick tail, tipped in a fish's tailfin. It had three heads, each on a long neck. His underbelly was purple and his claws were finned.

Seadraulic stood and used his middle head to look over the bush.

A small pond lay beside the school steps. If Seadraulic could get there without being seen...

The Hydraphibian raced through the bush and charged towards the pond. When he reached it, he dove in and disappeared.

Moments later, Seadraulic broke the surface of the ocean. He glanced around, flapping his gills excitedly. "It worked!" He roared. His voice was deep and warbling.

His excitement didn't last long.

He looked around and his eyes widened when he saw a giant helicarrier floating across the water towards him. He warbled and dove beneath the surface of the water.

It didn't save him.

The carrier knocked him in the head before he could get deep enough and he passed out.


	3. SHIELD's Curiosity

"So why did we bring him into the carrier again?"

"Sam, shut it."

"I'm serious, Ava. Why?"

"Because we did. Shut up!"

"That's not an answe-"

A boy hit the ground with a clang. He wore a gold helmet that covered the upper part of his face, with a big red star on the front and white eyes. He also wore a black suit, with golden buttons on the suit with glovern.

Three other people, three male, one female, watched him fall. A buff, African-American male said, "Sorry. It had to be done."

The other males, one a Korean-looking kid with blonde hair; the other in a red and costume with black spiderweb pattern that covered the whole body and a black spider insignia on the chest, and the female, who wore a white jumpsuit that covered the whole body, turned away.

Behind them sat a medical table. On it lay a boy around fourteen, wearing a t-shirt, jeans, and a motorcycle jacket. He wore a watch with a strange, blue-and-black hourglass pattern.

The girl called Ava glanced at the watch. "Peter, what's that? Why is it glowing?"

She was right. The watch pulsated with a purple light.

The boy in the red-and-black costume also looked at it. "No idea." He turned to the Korean kid. "Do you have any knowledge of this device, Daniel?" It seemed only right to call him that.

"None," Daniel responded.

Then Sam woke up.

The boy leapt to his feet and looked around. Upon seeing the watch, he shouted, "Mine!" and lunged for it.

A shield erupted from the watch and Sam knocked his head on it, making him fall unconscious again. The shield dissipated and a green beam shot from the watch face.

UNKNOWN DNA, the watch beeped. SCANNING...

Ava, Peter, Daniel , and Luke watched in interest.

The scan soon competed. UNKNOWN DNA ACQUIRED, the watch beeped, as the beam disappeared. Then the watch face popped up.

The boy awoke and glanced around, before starting at Sam. "Why is there a kid wearing a bucket lying across my stomach?" he asked.

Ava snorted. "His name is Nova."

"The kid is pretty spot-on," Peter corrected with a chuckle.

The teenager apparently took Peter, Ava, Daniel, and Lule as enemies, so he pushed Sam off and slammed a hand onto his watch.

A flash of green light filled the room, and everyone covered their eyes.

Then the light cleared, and a creature unlike any other stood, crouched, on the table where a boy had just laid.


	4. Lysander's Memories

What no one knew was that the creature was not being controlled by Lysander Harper. The boy was reliving his memories as the alien ravaged the helicarrier.

Lysander woke up and looked around. Then he realized where he was.

He was on the planet which he was born on.

Thousands of creatures scampered around, each a human with green skin and silver, skin-tight suits.

Lysander glanced down at himself. He had red skin and a gold jumpsuit.

And no Omnitrix.

He looked up once more and jumped back. Standing in front of him was a bald man with blue skin and a large, glowing red nose. He wore only a ragged loincloth to hide his bone-tight skin.

"Who are y-" Lysander was cut off when the man spoke.

"I am the Omnitrian." His voice was crackly, like he had been eating gravel and washing it down with acid. "And you are Lysander Harper."

"How do you know my name?" Lysander was utterly confused.

"I know many things. I know that you will be attacked, and you will have to leave this planet. But you will need this."

A sphere of turquoise light appeared between the Omnitrian and Lysander. Lysander covered his eyes.

The light soon cleared, and floating there, was a watch. A watch with a blue hourglass symbol on the face.

Lysander tilted his head and reached out to touch it. It leapt at his wrist. Everything went black.

* * *

Lysander wakes up once more. He looks around and realizes that this is no place from his past.

This must be the future, he thinks.

Around him, bright red asteroids float past. The remains of a planet.

Lysander's home planet.

Lysander looks down. He stands on a large space rock.

Several feet away, on another rock, is a man.

A man named Professor Paradox.

Lysander steps forward and falls forward. He grabs for the Omnitrix and slams his hand onto it.

A flash of blue light, and Lysander is no more.

In his place is a blue, humanoid, manta ray like alien with two black lightning bolt-like stripes coming down from his shoulders to his Omnitrix symbol. He is about Lysander's regular height, excluding his horns. Yelllow horns extend from his nose, gills underneath his arms and green patagia (or wing flaps).

"JETRAY!" he shouts.

Jetray swoops up with inhumane agility and onto the nearest rock. He lands and folds his patagia by lowering his arms.

The Aerophibian is consumed by blue light and is Lysander once more.

"What the...?" Lysander mutters in confusion.

Paradox turns. "Hello, Lysander."

"Again, who are you and how do you know my name?" Lysander sighs.

"Oh, you know who I am, Lysander. You know where we are as well."

"My home planet?" Lysander guesses.

"What is left of it. After you left with the Omnitrix, the planet was destroyed." Paradox turns to look back out into the beyond.

"By who?" Lysander is once again utterly confused.

"I do not know. I do know that they came in golden spheres, armed with energy weapons, and captured the people of your planet." Paradox taps his cane against the rock he stands upon. "Behind you, Lysander."

Lysander turns around to see a massive red space rock drifting towards him. The boy yelped. He leans back slightly in limbo, hoping the rock would float over him.

The boulder freezes just before it smashes into his head.

Lysander slowly raises his head and watches the rock as of it would suddenly start moving again. Then he raises a finger and pushes on it. It does not move.

Lysander turns around to watch the Professor. "How did you stop that rock?"

"I froze time. I've done it before. And today, I not only brought your mind here, but I also transported a boy to your dimension. His name..." Paradox stops.

"Is..?" Lysander asks.

"Is Benjamin. Benjamin Tennyson. The one who wields the other Omnitrix."

The Lysander's vision goes black, and he is transported though time...

Back to the past, where he has been detained by the S.H.I.E.L.D crew.


End file.
